0001144879-24-000222 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 30th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of August 29, 2024, between Applied Digital Corporation, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 30th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation

This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 29, 2024, by and between Applied Digital Corporation, a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

CONSENT, WAIVER AND SECOND AMENDMENT TO PREPAID ADVANCE AGREEMENTS
Prepaid Advance Agreements • August 30th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation

This CONSENT, WAIVER AND SECOND AMENDMENT TO PREPAID ADVANCE AGREEMENTS (this “Consent”) is entered into this 21st day of August, 2024, by and between YA II PN, LTD., a Cayman Islands exempted limited company (“Investor”) and APPLIED DIGITAL CORPORATION, a company incorporated under the laws of the State of Nevada (the “Company”).

THIRD AMENDMENT TO PREPAID ADVANCE AGREEMENTS
Prepaid Advance Agreements • August 30th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation

This THIRD AMENDMENT TO PREPAID ADVANCE AGREEMENTS (this “Amendment”) is entered into this 29th day of August, 2024, by and between YA II PN, LTD., a Cayman Islands exempted limited company (“Investor”) and APPLIED DIGITAL CORPORATION, a company incorporated under the laws of the State of Nevada (the “Company”).

August 30, 2024 Applied Digital Corporation
Securities Purchase Agreement • August 30th, 2024 • Applied Digital Corp. • Services-computer processing & data preparation
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